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Proofpoint Inks $6.3 Billion All

Securityweek •Eduard Kovacs • October 16, 2026

Proofpoint has agreed to acquire data and AI security firm Varonis in an all-cash deal valued at roughly $6.3 billion, the two companies announced on Thursday. The deal is the largest cybersecurity acquisition announced so far in 2026. Varonis shareholders will get $49.75 per , a 52% premium to the closing stock price of $32.71 on June 22, 2026, the last full trading day before rumors of a potential sale emerged. The deal is expected to close in the first half of 2027. Thoma Bravo, which owns Proofpoint, is providing committed equity financing and has secured debt financing commitments to fund the acquisition. Ontario Teachers’ Pension Plan is also investing in Proofpoint in connection with the deal. Proofpoint and Varonis will operate as separate and independent companies until the deal closes. Varonis will then become a private company. Varonis offers a SaaS data security platform that locates and classifies sensitive data across cloud, SaaS and on-premises systems, maps who has access to it, and watches how it’s used. Its Atlas solution covers the AI systems an organization builds or uses, with AI inventory, posture management, security testing, runtime guardrails and compliance reporting. The company also provides an email and browser security product, and a managed data detection and response service. Proofpoint’s email security products are designed to block phishing, BEC, ransomware and malware, and the company extends similar protection to messaging apps and cloud accounts. Its data security lineup covers data loss prevention, insider risk management, and data security posture management to discover and classify sensitive information. This year it introduced AI Security, which controls how employees and AI agents use AI tools and flags agent actions that stray from the user’s request or company policy. After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

The deal is the largest cybersecurity acquisition announced so far in 2026. Varonis shareholders will get $49.75 per , a 52% premium to the closing stock price of $32.71 on June 22, 2026, the last full trading day before rumors of a potential sale emerged. The deal is expected to close in the first half of 2027. Thoma Bravo, which owns Proofpoint, is providing committed equity financing and has secured debt financing commitments to fund the acquisition. Ontario Teachers’ Pension Plan is also investing in Proofpoint in connection with the deal. Proofpoint and Varonis will operate as separate and independent companies until the deal closes. Varonis will then become a private company. Varonis offers a SaaS data security platform that locates and classifies sensitive data across cloud, SaaS and on-premises systems, maps who has access to it, and watches how it’s used. Its Atlas solution covers the AI systems an organization builds or uses, with AI inventory, posture management, security testing, runtime guardrails and compliance reporting. The company also provides an email and browser security product, and a managed data detection and response service. Proofpoint’s email security products are designed to block phishing, BEC, ransomware and malware, and the company extends similar protection to messaging apps and cloud accounts. Its data security lineup covers data loss prevention, insider risk management, and data security posture management to discover and classify sensitive information. This year it introduced AI Security, which controls how employees and AI agents use AI tools and flags agent actions that stray from the user’s request or company policy. After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

Varonis shareholders will get $49.75 per , a 52% premium to the closing stock price of $32.71 on June 22, 2026, the last full trading day before rumors of a potential sale emerged. The deal is expected to close in the first half of 2027. Thoma Bravo, which owns Proofpoint, is providing committed equity financing and has secured debt financing commitments to fund the acquisition. Ontario Teachers’ Pension Plan is also investing in Proofpoint in connection with the deal. Proofpoint and Varonis will operate as separate and independent companies until the deal closes. Varonis will then become a private company. Varonis offers a SaaS data security platform that locates and classifies sensitive data across cloud, SaaS and on-premises systems, maps who has access to it, and watches how it’s used. Its Atlas solution covers the AI systems an organization builds or uses, with AI inventory, posture management, security testing, runtime guardrails and compliance reporting. The company also provides an email and browser security product, and a managed data detection and response service. Proofpoint’s email security products are designed to block phishing, BEC, ransomware and malware, and the company extends similar protection to messaging apps and cloud accounts. Its data security lineup covers data loss prevention, insider risk management, and data security posture management to discover and classify sensitive information. This year it introduced AI Security, which controls how employees and AI agents use AI tools and flags agent actions that stray from the user’s request or company policy. After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

The deal is expected to close in the first half of 2027. Thoma Bravo, which owns Proofpoint, is providing committed equity financing and has secured debt financing commitments to fund the acquisition. Ontario Teachers’ Pension Plan is also investing in Proofpoint in connection with the deal. Proofpoint and Varonis will operate as separate and independent companies until the deal closes. Varonis will then become a private company. Varonis offers a SaaS data security platform that locates and classifies sensitive data across cloud, SaaS and on-premises systems, maps who has access to it, and watches how it’s used. Its Atlas solution covers the AI systems an organization builds or uses, with AI inventory, posture management, security testing, runtime guardrails and compliance reporting. The company also provides an email and browser security product, and a managed data detection and response service. Proofpoint’s email security products are designed to block phishing, BEC, ransomware and malware, and the company extends similar protection to messaging apps and cloud accounts. Its data security lineup covers data loss prevention, insider risk management, and data security posture management to discover and classify sensitive information. This year it introduced AI Security, which controls how employees and AI agents use AI tools and flags agent actions that stray from the user’s request or company policy. After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

Proofpoint and Varonis will operate as separate and independent companies until the deal closes. Varonis will then become a private company. Varonis offers a SaaS data security platform that locates and classifies sensitive data across cloud, SaaS and on-premises systems, maps who has access to it, and watches how it’s used. Its Atlas solution covers the AI systems an organization builds or uses, with AI inventory, posture management, security testing, runtime guardrails and compliance reporting. The company also provides an email and browser security product, and a managed data detection and response service. Proofpoint’s email security products are designed to block phishing, BEC, ransomware and malware, and the company extends similar protection to messaging apps and cloud accounts. Its data security lineup covers data loss prevention, insider risk management, and data security posture management to discover and classify sensitive information. This year it introduced AI Security, which controls how employees and AI agents use AI tools and flags agent actions that stray from the user’s request or company policy. After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

Varonis offers a SaaS data security platform that locates and classifies sensitive data across cloud, SaaS and on-premises systems, maps who has access to it, and watches how it’s used. Its Atlas solution covers the AI systems an organization builds or uses, with AI inventory, posture management, security testing, runtime guardrails and compliance reporting. The company also provides an email and browser security product, and a managed data detection and response service. Proofpoint’s email security products are designed to block phishing, BEC, ransomware and malware, and the company extends similar protection to messaging apps and cloud accounts. Its data security lineup covers data loss prevention, insider risk management, and data security posture management to discover and classify sensitive information. This year it introduced AI Security, which controls how employees and AI agents use AI tools and flags agent actions that stray from the user’s request or company policy. After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

The company also provides an email and browser security product, and a managed data detection and response service. Proofpoint’s email security products are designed to block phishing, BEC, ransomware and malware, and the company extends similar protection to messaging apps and cloud accounts. Its data security lineup covers data loss prevention, insider risk management, and data security posture management to discover and classify sensitive information. This year it introduced AI Security, which controls how employees and AI agents use AI tools and flags agent actions that stray from the user’s request or company policy. After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

Proofpoint’s email security products are designed to block phishing, BEC, ransomware and malware, and the company extends similar protection to messaging apps and cloud accounts. Its data security lineup covers data loss prevention, insider risk management, and data security posture management to discover and classify sensitive information. This year it introduced AI Security, which controls how employees and AI agents use AI tools and flags agent actions that stray from the user’s request or company policy. After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

This year it introduced AI Security, which controls how employees and AI agents use AI tools and flags agent actions that stray from the user’s request or company policy. After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

After the deal closes, Proofpoint plans to integrate the two companies’ capabilities into a unified data and AI security platform. In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

In February, Proofpoint acquired AI security and governance company Acuvity. Around the same time, Varonis announced the acquisition of AI trust, risk, and security management (TRiSM) solutions provider AllTrue.ai for $150 million. SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

SecurityWeek has tracked more than 300 cybersecurity M&A deals to date in 2026. Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

Related : IonQ to Acquire Zero Trust Firm Elisity for Up to $1.3 Billion Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

Related : Cybersecurity M&A Roundup: 39 Deals Announced in September 2026 Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

Related : Dragos Completes NetRise and runZero Acquisitions Following Accenture Deal

Eduard Kovacs (@EduardKovacs) is senior managing editor at SecurityWeek. He worked as a high school IT teacher before starting a career in journalism in 2011. Eduard holds a bachelor’s degree in industrial informatics and a master’s degree in computer techniques applied in electrical engineering.

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Proofpoint Acquires Varonis for $6.3 Billion Proofpoint has announced its acquisition of Varonis Systems in an all-cash deal valued at approximately $6.3 billion. This acquisition, the largest cybersecurity deal of 2026, offers Varonis shareholders $49.75 per share, representing a 52% premium over its stock price before rumors of the sale. The merger aims to create a comprehensive cybersecurity platform that addresses the dual challenges of protecting sensitive data and managing AI risks. Both companies will continue to operate independently until the deal closes in the first half of 2027. The combined entity will serve over 16,000 enterprises globally, enhancing their capabilities to secure data and AI systems. This strategic move follows Proofpoint's recent acquisition of AI security firm Acuvity and Varonis' acquisition of AllTrue.ai, indicating a trend of consolidation in the cybersecurity sector. 8 sources 27

Proofpoint Inks $6.3 Billion All

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